Abstract: An article of footwear includes a tongue. The tongue includes a top layer and a bottom layer. The top layer is attached to a portion of an upper. The bottom layer is attached to the top layer at a distance that is staggered from where the top layer is attached to the upper. An intermediate layer of cushioning material is optionally provided between the top layer and the bottom layer. Alternatively, the top layer of the tongue is formed integrally from the material of a portion of the upper. The bottom layer is attached to the top layer with the optional intermediate layer of cushioning material disposed in between. The staggered attachment of the top and bottom layers of the tongue provides a smooth surface in contact with a foot of a wearer on the inside of the article of footwear and presents a stitchless visible tongue to the wearer on the outside of the article of footwear.